INTEL CORP — Director's Dealing 2004

Oct 21, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INTEL CORP (INTC)
CIK: 0000050863
Period of Report: 2004-10-20

Reporting Person: SODHANI ARVIND (VICE PRESIDENT AND TREASURER)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-10-20	COMMON	M	192000	$5.71	Acquired	1312058	Direct
2004-10-20	COMMON	S	192000	$21.02	Disposed	1120058	Direct
2004-10-20	COMMON	M	144000	$7.67	Acquired	1264058	Direct
2004-10-20	COMMON	S	144000	$21.30	Disposed	1120058	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-10-20	Employee Option (right to buy)	$5.71	M	192000	Disposed	2005-04-11	COM. STK (192000)	Direct
2004-10-20	Employee Option (right to buy)	$7.67	M	144000	Disposed	2006-04-09	COM.STK (144000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
COMMON	8000	Indirect
COMMON	14020	Indirect
COMMON	1319	Indirect

Footnotes

F1: Not a required reportable field. SEC software requires a dollar amount; use zeros per SEC.